SEC Filings

10-12G/A
AMSURG CORP filed this Form 10-12G/A on 11/03/1997
Entire Document
 
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                  "Purchase Agreement" shall mean the Preferred Stock Purchase
         Agreement, dated as of November 20, 1996, by and among the
         Corporation, Electra Investment Trust PLC, Capitol Health Partners,
         L.P. and Michael E. Stephens.

                  "Purchasers" shall mean Electra Investment Trust PLC, Capitol 
         Health Partners, L.P. and Michael E. Stephens.

                  "Qualified IPO" means an initial public offering of Common
         Stock of the Corporation yielding net cash proceeds to the Corporation
         of at least $25,000,000, or in the event that the Corporation has
         completed a Spin Off, a public offering of Common Stock yielding net
         cash proceeds to the Corporation and/or its shareholders of at least
         $20,000,000.

                "Reorganization Event" shall have the meaning set forth in 
Subsection (f).

                  "Spin Off" means the recapitalization of all of the issued and
         outstanding Common Stock in a reorganization within the meaning of
         Section 368(a)(i)(E) of the Internal Revenue Code of 1986, as amended
         (the "Code"), and the distribution of all shares of Common Stock held
         by American Healthcorp, Inc. ("AHC") pro rata among the shareholders of
         AHC in a tax-free distribution under Section 355 of the Code.

   
                  "Stock Option Plan" means shares issued pursuant to the
         Corporation's 1992 Stock Option Plan, as it may be amended from time to
         time, and any other similar share incentive plans which the Corporation
         may adopt and any options granted to members of the Board of Directors
         and Medical Directors of the Corporation.
    

                  "Triggering Event" shall mean the occurrence the earlier of
         (i) a Company Sale or (ii) a Qualified IPO.

         (i) Notices. All written communications provided for hereunder shall be
sent by first-class mail or nationwide overnight delivery service (with charges
prepaid) or via facsimile transmission and shall be directed to the relevant
party at its address stated below:

                  If to Electra:
                                 Electra Investment Trust PLC
                                 65 Kingsway
                                 London, England WC2B 6QT
                                 Attention: Philip J. Dyke, Company Secretary
                                 Telecopy No.: 011-44-71-404-5388



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